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Constitution

Constitution

 

Preamble

Article I - Name

Article II - Purpose
Article III - Headquarters
Article IV - Membership
Article V - Officers
Article VI - Meetings
Article VII - The Executive Board
Article VIII - Committees
Article IX - Elections
Article X - Dues and Fees
Article XI - Amendments
Article XII - Ratification
Article XIII - Dissolution

Bylaws

Article I - Fiscal Year and Dues
Article II - Duties of Officers and Executive Board
Article III - Duties of Committees
Article IV - Meetings and Order of Business
Article V - Ratification and Amendments

Code of Ethics &
Standards of Professional Conduct

Adoption Resolution
Code of Ethics
Standards of Professional Conduct

 


 

Constitution

 

The Society of Depreciation Professionals, recognizing that a service to society and to the profession may be performed, does hereby dedicate itself as an educational institution to the promotion and understanding of depreciation principles.

 

 

 

Section 1. The name of this non-profit society is The Society of Depreciation Professionals, hereinafter called the Society.

 

 

Section 1. The Society is organized exclusively for charitable, educational, religious, scientific, literary, testing for public safety, fostering national or international amateur sports competition or the prevention of cruelty to children or animals within the meaning of section 501 (c) (3) of the internal revenue code.

Section 2. The objectives of the society shall be to recognize the professional field of depreciation and those individuals contributing to this field; to promote the professional development and professional ethics of those practitioners in the field of depreciation; to collect and exchange information about depreciation engineering and analysis; to provide a national forum of programs and publications concerning depreciation.

 

 

Section 1. The principal office and regular mailing address for receipt of correspondence shall be located in conjunction with that of the President of the Society.

Section 2. Notwithstanding Section 1 of this Article III, the principal office and regular mailing address for receipt of correspondence may be located anywhere within the United States as approved by a majority vote of the Executive Board.

 

 

Section 1. Membership applications will be reviewed by the Membership Committee to verify qualifications.

Section 2. The Executive Board will approve or disapprove membership as recommended by the Membership Committee.

Section 3. All individual members shall be classified as one of the following:
1. Senior Member-Shall be open to those who are practicing in the field of depreciation within industry, education or government and with two years of experience. Qualification shall be demonstrated by the holding of a functional job title or the production of a work product in the field of depreciation.
2. Associate Member-A member with a professional or academic interest in the field of depreciation. Shall meet the qualifications of a Senior Member except having less than two years experience.
3. Student Members-Shall be those currently enrolled in higher education with an interest in depreciation as a field of study or vocation.
4. Honorary Members-Shall be open to those designated by the Executive Board as worthy of this classification based on their contribution to the field of depreciation.
5. Retired-Shall be open to those who are no longer actively participating as a vocation and have an interest in the field.

Section 4. Sustaining-memberships shall be open to those organizations which contribute to or promote the activities of the Society.

 

 

Section 1. The officers of this Society shall be the President, Vice President, Secretary, Treasurer. The officers shall be elected at the annual meeting of the Society.

Section 2. The terms of office shall be from January 1 to December 31 of each year.

 

 

Section 1. The regular Business Meeting of the Society shall be held at the closing of an annual meeting to be held each year as determined by the Executive Board.

Section 2. Other meetings of the Society shall be held at the discretion of the Executive Board based on the requirements of the Society.

Section 3. A quorum for the annual meeting or any other meeting at which business is conducted shall consist of at least ten Senior Members in good standing.

 

 
 

Section 1. The Executive Board shall consist of the officers of the Society, the immediate past-President and two elected Directors-At-Large.

Section 2. A total of two additional At-Large Executive Board Directors shall be elected at the annual Business Meeting for staggered terms of two years.

Section 3. No less than five members shall constitute a quorum at the Executive Board meetings.

 

 

Section 1. The Executive Board shall have the authority to establish committees.

Section 2. There shall be a standing Membership Committee consisting of a Chairman and a minimum of two additional Senior Members.

Section 3. The members of the standing committee and Chairman thereof shall be designated by the President, approved by the Executive Board and shall serve for one year.

Section 4. At least six weeks prior to the annual Business Meeting, the President shall appoint, subject to the approval of the Executive Board, a Nominating Committee consisting of five Senior Members in good standing, four of whom are not members of the Executive Board. This Committee shall select and prepare a list of candidates for officers and submit it to the membership at the opening of the annual meeting.

Section 5. Special Committees shall be established by the Executive Board for a period not to exceed three years.

Section 6. The Chairman and members of special committees shall be nominated by the President of the Society and shall be confirmed by the majority of the members of the Executive Board.

 

 

Section 1. The officers of this Society shall be elected by a simple majority of the Senior Members in good standing in attendance at the annual Business Meeting.

Section 2. If a quorum of the membership is not present at the annual Business Meeting, the current officers terms shall be extended to the next annual meeting or until such time as an election meeting is called by the Executive Board. A quorum for an election meeting shall be the same as for the annual Business Meeting.

Section 3. Nomination of candidates for the off ices of the Society may be made from the floor in addition to those nominations of the Nominating Committee.

 

 

Section 1. Dues and fees shall be as provided in the Bylaws and shall be collected by the Treasurer.

 

 

Section 1. This Constitution may be amended as herein set forth. Proposed amendments or revisions shall be submitted to the Executive Board in writing together with the written endorsement of at least ten Senior Members in good standing. All proposed amendments that receive the approval of the Executive Board shall be submitted by the President for vote by members in attendance at the annual Business Meeting.

Section 2. When a proposed amendment is presented to the Secretary of the Society in writing and signed by at least twenty per cent of the Senior Members in good standing, approval of the Executive Board shall not be necessary, and the President shall submit the proposed amendment to the membership as set out in Section 1 of this Article XI.

Section 3. A two-thirds majority of the Senior Members in good standing at the annual Business Meeting shall be required for the adoption of an amendment.

Section 4. Any change will be submitted to the membership at least six weeks prior to an annual Business Meeting. The change shall be debated at that annual Business Meeting and the exact change will be voted upon at the next ensuing Business Meeting.

 

 

Section 1. This Constitution shall be ratified and accepted at a called meeting at which at least fifteen eligible members are in attendance. The Articles approved by a two-thirds majority of the standing vote at this meeting shall be considered as being ratified and accepted by the Society.

Section 2. This Constitution shall stand as adopted and as hereinafter amended.

Section 3. This Constitution is ratified unanimously on the 19th day of August, 1987 at the organizational Meeting in Chicago, Illinois by the following Founding Members:
Rush Dozier, President Branko Terzic, Vice President
John Richey, Secretary Thomas Nousaine, Treasurer
Clarence Mougin, Tom Costello, Dick Maher, Robert Huta, William Irby, Robert Haury, LeRoy Murphy, Eddie Pinjuv, Lynda Carver, Ron White, Bob Hisiger, Earl Robinson, Jerry Weinert

The parliamentary authority for the conduct of meeting shall be the 75th anniversary edition of Robert's Rules of Order revised.

 

 

Upon the dissolution of the Society the board shall after paying or making provisions for the payment of all the liabilities of the Society, dispose of all the assets of the Society exclusively for the purposes of the Society in such manner, or to such organization or organizations organized and operated exclusively for charitable, educational, religious or scientific purposes as shall at the time qualify as an exempt organization or organizations under section 501 (c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States internal revenue law), as the board shall determine. Any such assets not so disposed of shall be disposed of by a court of competent jurisdiction of the county in which the principal office of the Society is then located, exclusively for such purposes or to such organization or organizations as said court shall determine, which are organized and operated exclusively for such purposes.

 


 

Bylaws

 

 

Section 1. The fiscal and administrative year of the Society of Depreciation Professionals shall be from January 1 through December 31.

Section 2. The annual dues of this Society shall be fixed in advance of the next fiscal year by the Executive Board.

Section 3. All dues shall become due and payable at the beginning of each year and shall be collected by the Treasurer.

Section 4. All dues may be waived by the Executive Board for Honorary and Retired status members.

Section 5. No member whose dues are four months in arrears shall be able to vote or hold office.

Section 6. A member failing to remit dues within six months after due date shall be dropped from the membership.

 

 

Section 1. The President shall preside at all meetings of the Society and shall be the Chairman of the Executive board. The president shall perform the day-to-day functions as necessary to maintain the vitality of the Society. The President shall be ex-officio member, without vote, of all standing Committees. The President shall appoint a three member Audit Committee at the beginning of each annual meeting to receive and audit the Treasurer's Report.

Section 2. The Vice President shall be an aide to the President and in the absence or inability of the President to preside shall immediately assume any or all duties of the President and shall be an ex-officio member, without vote of all standing Committees. The Vice President shall be the President-Elect for the next presidential year.

Section 3. The Secretary shall record and preserve the minutes of all meetings, shall handle correspondence and documents which come to him and shall maintain a list of all members in good standing. At the expiration of his term of office, he shall turn over all Society records and documents in his possession to his successor, taking a receipt for same.

Section 4. The Treasurer shall collect, record, bank and account for all monies of the Society and disburse same as authorized by the President, providing same is within the scope of the budget approved by the Executive Board. At the beginning of each annual meeting he shall prepare a statement of income and expenditures and submit the records to the Audit Committee. At the end of his term in office, he shall turn over all society monies, records and documents in his possession to his successor, taking a receipt for same. The Executive Board may require the Treasurer to be bonded at the expense of the Society.

Section 5. The Executive Board shall meet at least once each administrative year at the call of the President or at the request of three of its members. It shall pass on all business concerned and shall perform such other functions as are outlined in the Constitution and Bylaws.

Section 6. The Executive Board shall assemble and approve a budget for each administrative year.

 

 

Section 1. The Membership Committee shall actively secure, examine and report applications for membership to the Executive Board.

Section 2. The Audit Committee shall receive and audit the Treasurer's Report annually. The results shall be reported to the membership during the annual business meeting.

Section 3. All other Committees as established by the Executive Board shall perform within the scope of its given charge.

 

 

Section 1. A business meeting will be held at the closing of an annual meeting and will be presided over by the President.

Section 2. The parliamentary authority for the conduct of meetings shall be a recent edition of Robert's "Rules of Order, Revised."

 

 

Section 1. The Bylaws may be amended at the annual meeting.

Section 2. Additions and amendments to the Bylaws shall be made only after six weeks notice to all members.

Section 3. A majority of the Senior Members in good standing at the annual Business Meeting shall be required for the adoption of an amendment.

Section 4. The Bylaws may be amended as herein set forth. Proposed amendments or revisions shall be submitted to the Executive Board in writing together with the written endorsement of at least ten Senior Members in good standing. All proposed amendments or revisions that receive the approval of the Executive Board shall be submitted by the president for vote by Senior Members in attendance at the annual Business meeting.

Section 5. When a proposed amendment or revision is presented to the Secretary of the Society in writing and is signed by at least twenty per cent of the Senior Members in good standing, approval of the Executive Board shall not be necessary, and the President shall submit the proposed amendment or revision for vote by Senior Members in attendance at the annual Business Meeting.

 


 

The Code of Ethics and The Standards of Professional Conduct

 

 

WHEREAS, The professional field of depreciation analysis continues to evolve because of the increasing need for objective, competent and reliable estimates of equipment life, salvage and cost of removal for capital intensive industries; and

WHEREAS, The Society of Depreciation Professionals was organized to recognize the professional field of depreciation analysis and those individuals contributing to this field; to promote the professional development and professional ethics of those practitioners in the field of depreciation analysis; to collect and exchange information about depreciation analysis; to provide a national forum of programs and publications concerning depreciation; and

WHEREAS, despite wide diversity of interest among depreciation professionals employed by regulated companies, regulatory commissions and consulting organizations, there are nevertheless certain fundamental standards of conduct which should be common to all engaged in the professional field of depreciation analysis and accepted and maintained by them; and

WHEREAS, The Society of Depreciation Professionals adopted this code of ethics and standards on December 6, 1990;

NOW THEREFORE, The Society of Depreciation Professionals hereby adopts the following code of ethics and standards of conduct:

 

 


 

THE CODE OF ETHICS

A depreciation professional should conduct himself* and should encourage others to practice depreciation in a professional and ethical manner that will reflect credit on himself and the Society.

A depreciation professional should act with competence and strive to maintain and improve his competence and that of others in the field.

A depreciation professional should use proper care and exercise objective independent professional judgement.

A depreciation professional should act fairly in all business dealings and not discriminate against anyone regardless of race, color, religion, sex, age or national origin.

 


 

THE STANDARDS OF PROFESSIONAL CONDUCT

I. COMPLIANCE WITH GOVERNING LAWS AND REGULATIONS AND THE CODE OF STANDARDS

A. Required Knowledge and Compliance
The depreciation professional shall maintain knowledge of and shall comply with all applicable laws, rules, and regulations of the government, governmental agency, and regulatory organization governing his professional activities, as well as with the Standards of Professional Conduct and the accompanying Code of Ethics.

B. Prohibition Against Assisting Legal and Ethical Violations
The depreciation professional shall not knowingly participate in, or assist, any acts in violation of an applicable law, rule, or regulation of the government, governmental agency, or regulatory organization governing his professional activities, or any act which would violate any provision of these Standards of Professional Conduct or the accompanying Code of Ethics.

C. Responsibilities of Supervisors
A depreciation professional with supervisory responsibility shall exercise reasonable supervision over those subordinate employees subject to his control, to prevent any violation by such persons of explicable statutes, regulations, or provisions of the Code of Ethics or Standards of Professional Conduct. In so doing the depreciation professional is entitled to rely upon reasonable procedures established by his employer.

D. Responsibilities to Fellow Members
A depreciation professional shall extend professional considerations and courtesies which promote cooperation among the members of the society and which each member would like to have other members extend to him.

II. RESEARCH REPORTS AND RECOMMENDATIONS

A. Reasonable Basis and Representations
1. The depreciation professional shall exercise diligence, prudence and thoroughness in making depreciation recommendations.

2. The depreciation professional shall have a reasonable and adequate basis for such recommendations, supported by appropriate research and investigation.

3. The depreciation professional shall make reasonable and diligent efforts to avoid any material misrepresentation or omissions in any research report.

4. The depreciation professional shall maintain appropriate records to support the reasonableness of such recommendations.

B. Research Reports
1. The depreciation professional shall use reasonable judgement as to the inclusion of relevant factors in research reports.

2. The depreciation professional shall distinguish between facts and opinion in research reports.

C. Prohibition Against Plagiarism
The depreciation professional shall not, when presenting material to his employer, associates, customers, clients or the general public, copy or use in substantially the same form, material prepared by other persons without acknowledging its use and identifying the name of the author or publisher of such material (such as magazine articles, books, and published research reports). The depreciation professional may, however, use without acknowledgment factual information published by recognized statistical reporting services or similar sources as well as commonly used definitions.

III. DISCLOSURE OF CONFLICTS

The depreciation professional shall disclose to his employer all matters which could reasonable be expected to interfere with his duty to the employer, or with his ability to render unbiased and objective advice.

The depreciation professional shall also comply with all requirements as to disclosure of conflicts of interest imposed by law and by rules and regulations of organizations governing his activities and shall comply with any prohibitions on his activities if a conflict of interest exists.

IV. USE OF THE SOCIETY'S NAME

The depreciation professional may use the Society's name as a credible information source, and is encouraged to do so, but only in a dignified and judicious manner.

V. PROFESSIONAL MISCONDUCT

The depreciation professional shall not (1) commit a criminal act that upon conviction materially reflects adversely on his honesty, trustworthiness, or fitness as a depreciation professional in other respects or (2) engage in conduct involving dishonesty, fraud, deceit, or misrepresentation bringing discredit upon himself or the Society.

A. Felony Conviction
A member convicted of a felony shall notify the Society at its principal off ice within 90 days after being convicted of such felony.

*Masculine pronouns, used throughout the Code and Standards, to simplify sentence structure, shall apply to all persons, regardless of sex.

     

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Westford, MA 01886
Phone: 978-364-5195
Fax: 978-250-1117

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